Episode III: Rise of the Empire
by Someone
Summary: Episode III follows the fall of Anakin Skywalker t


Star Wars 

Episode III: 

Rise of the Empire 

After almost a year, the Clone Wars are finally coming to an end. Led by Chancellor Palpatine and Anakin Skywalker, the Republic is looking to achieve final victory over the Mandalore on Mandus Prime. 

Those who protected Alderaan during the Battle of Concord Dawn have fallen out of public favor. Of those who were weakened, the Jedi have suffered most. A millennium of prestige and respect has suddenly vansished. 

As preparations for the final battle are underway, there are those in the Senate who are proposing to do away with the Jedi Order. Only young Anakin Skywalker's heroics can save the Protectors of the Republic... 

Camera pans down to a planet...a TIE Fighter screams by....followed by the triangle of the Victory-Class Star Destroyer. As it passes by we see several more in the vicinity. Below the planet is a simple grayish color. 

From the Star Destroyer a turbolaser shoots out at another ship...followed by another. TIEs zip around everwhere, and the battle rages in space. One of the Star Destroyers aims and fires at the planet. On the ground there snow...the blades glint brilliantly against it, there are a few Jedi, with Anakin in the front, and Stormtroopers backing them up. The AT-AT Walkers kick up on the Mandalorians...who retreat back across their lines. 

"Remember Naboo!" he cries and charges into the trench, being a hero. As the battle ends, he shoves his lightsaber into the ice. "Its over.." he says, exhausted. He moves over to a holo-unit while the troops celebrate - and it is Palpatine himself. 

"Congratulations, young Skywalker. You fight with a passion uncommon of most Jedi." "I'm sorry, Chancellor..." "Oh no its quite alright. Sometimes, passion can be more of an ally that discipline." Anakin sort of looks confused. "Come now, Anakin, we have a celebration to attend! We have won!" 

THE SCENE CUTS TO CORUSCANT - Palpatine's triumphal parade is taking place - even AT-AT's are placed onto repulsorlifts to be displayed. We see Anakin riding on Palpatine's float. As he looks around, the streets are jammed with people - confetti falls everywhere. Anakin is waving and soaking it up. 

"Enjoying yourself, young Skywalker?" "I've...I've never felt like this before! The fame and recognition..." "You're a hero now Anakin, just enjoy it!" We see the floats going by, and Obi-Wan and Yoda watching from a balcony. 

"Ride on the float you should have Obi-Wan." says Yoda, looking down. "Ah, but a Jedi must never show pride in his victories." "Recognition you deserve. If discovered the planet, you did not, stopped the invasion, we would not, hmm?" "I suppose you're right, Master Yoda. But just the same I'd prefer to watch from here. That is the role of a Jedi - to give without want of reward." "Worried about Anakin you are." notices Yoda. "Yes, Master. Ever since his encounter with Certara, he has not been the same. He's wanted to train more and more, he went off on this propaganda war with Palpatine to destroy every last Mandalore. It is not the way of the Jedi. "Straying from the path is he, seduced by power and fame. Told you did I, much fear do I sense in this boy." "And what would you have me do? I am no longer his master, he does not have to listen to me." Obi-Wan asks. Anakin's float goes by as he waves and cheers...trains of war booty following him. "His best friend you are. Know you what you must do." says Yoda...looking at him. Obi-Wan nods. 

NEXT SCENE - As Anakin goes into the Jedi Temple, Obi-Wan is there waiting for him. "Anakin, we must talk." "Alright, what about?" "About you. I fear..." "Be careful Obi-Wan, fear is the path to the Dark Side." says Anakin, smiling. Obi-Wan is not. "That is exactly what I am afraid of, Anakin. You have strayed from the path - leading this damned crusade against all of the Mandalore, to what, to avenge your mother? And now look at you, seduced by the adoration of the masses. Anakin, I fear for you." "Master, I understand your concern - but believe me that it is unfounded. I am merely doing what is best for the Republic." "Or perhaps what is good for Palpatine." "Perhaps. The man is capable, Master." "Almost to a fault, or was it coincidence that his Star Destroyer just happened to be at Concord Dawn." "If it weren't for him, we wouldn't be here...those soldiers saved us." "And now he is Dictator..." states Obi-Wan. "Anakin, for a millennium the Jedi have stayed clear of political maneuvering. Every time you go out there, up on a stage, you are violating our code. Some of the other Jedi are beginning to resent you." "They are merely jealous." "No, they are afraid." "What, that I will be seated on the Council before them?" "No. They fear that you will stray from the path..." Anakin stares at Obi-Wan - "I think I know what I am and am not going to do!" He turns and storms off. 

NEXT SCENE - CORUSCANT - PADME AND ANAKIN'S HOME 

Padme paces the living room quietly, wringing her hands as Anakin comes barging in. "Anakin, I've got some wonde...." "I can't believe it, Padme! They Jedi...they're afraid of me! Obi-Wan says that I'm falling in love with polititcs, that I'm violating the Jedi Code! How dare they!" "Well Anakin, you are. Just...look at yourself. Where is your Jedi Cloak - you're dressed like a Senator. You have given in to your pride." "I've earned it." "Yes...you've earned pride - but the truly noble heart is humble in the midst of prosperity." "Are you saying I'm ignoble?" "Anakin..." "It seems that Obi-Wan is worried I'll turn to the Sith..." "Are his worries so ludicrous?" "You're siding with HIM?" "Anakin...ever since Concord Dawn you've...changed. Your temper...its touchier...and this propaganda war that you followed Palpatine on. Anakin...I miss the old you. I miss the you that would give it all up, everything, just to be with me. I just want my funny little boy back." Anakin smiles a bit. "I love you, Padme. I'm sorry I got angry...I didn't have the right. Now...what was that news you wanted to tell me?" Padme looks at him..."Oh, its nothing compared to this." "Tell me!" "Its nothing, really." "What is it?" "Well, I didn't want to tell you I was doing it - but today I took 3P0 in and got him that outer skin he's been going on about for the past six months." "Padme." "Yes..." "I keep thinking about what Certara said...about how you and I couldn't make it." "I'm here, aren't I? I'll never stop caring for you." "Promise me." "What?" "Promise me you'll always be by my side...no matter what." "Anakin...what's this...." "Promise." "I promise Anakin." 

NEXT SCENE...JEDI TEMPLE 

Obi-Wan is talking to Yoda when R2 rolls up. R2 has a message...Obi-Wan goes off with R2 to listen to it. 

"Obi-Wan, for years now you have been Anakin's closest friend. I trust your advice and counsel more than any other in the galaxy. I must talk to you about my husband. Meet me by the statue of the man we all lost around midnight." says Padme's hologram. 

JEDI GARDENS - Obi-Wan walks out to Qui-Gon's statue...stands there looking up at him. "Master, what should I do?" he asks, getting no reply, only Qui-Gon's face staring back at him. 

From behind, Amidala approaches Obi-Wan. She looks stunning in the moonlight. "Hello, Obi-Wan." she says as she walks up to him. "Your majesty." "Call me Padme...I hardly go by any royal titles anymore - what would the point be?" "You are still queen, Padme." There is a bit of awkward silence, "What is the trouble with Anakin?" "You seem to know already. He's getting worse by the day." "It is as Yoda said." "Yoda? And what was that?" "Fear leads to anger, anger leads to hate, and hate leads to suffering. Yoda believes that this is the path to the Dark Side." "I would say that your concern not unfounded, in that case." "And now you are noticing it to." "He came home tonight angry - said you accused him of violating the Jedi Code. He scared me, Obi-Wan. He is still not over his time with that woman, Darth Certara. He is paranoid now. I'm surprised he hasn't reprogrammed C3P0 to follow me around. Tonight he forced me to promise that I would never abandon him." "Forced you?" "I don't know if I can trust him anymore - he seems caught in Palpatine's web." "Now...Palpatine is an extremely capable leader." "And decietful." interjects Padme. "Padme, Anakin is still a great man...every Jedi goes through a time where they question the Code. In time, he will see why it is as strict as it is, and he will come back to it. He will redeem himself for his pride." "Obi-Wan, I fear that you put too much trust in the way of things, just as Qui-Gon did. Anakin is different - he is not questioning the Code - he is simply above it. Twenty-thousand midi-chlorians above it in fact. He is slipping to the Dark Side." "He has passed fear and now resides in anger." agrees Obi-Wan. "I'm afraid Obi-Wan. I'm afraid for what might happen...to myself...and to my children." Obi-Wan stares at her. "Your...your children?" "I am pregnant, with twins. I could not bring myself to tell Anakin - something would not let me. I cannot explain it." "Your secret is safe with me..." "Thank you Obi-Wan...I'd better be getting back now..." she gives him a hug. "If you ever need anything..." "I know" she says as she turns and walks away. Obi-Wan turns too...as they walk away, Padme turns around, watches Obi-Wan, then turns back. As soon as she turns and keeps walking, Obi-Wan turns around. He shakes his head and goes back inside. 

PART II 

NEXT SCENE - Dictator's Residence 

"What is the matter, young Skywalker?" "I don't know, sir. I suppose that Obi-Wan's words are getting to me. Perhaps I really am straying from the path of the Jedi." He looks down at his clothes, "Look at me - I look my like you than a Jedi." "Pay no heed to Obi-Wan Kenobi. He is merely jealous." "Obi-Wan is a very noble man!" protests Anakin. "But he does not have the connection to the Force that you have. No Jedi has, Anakin. And he wants you to live hermit-like in musty old temple your whole life? Anakin, someone with your talents could easily rule the galaxy, and rule it well might I add. There would be no more Clone Wars, no more Trade Federations. A benevolent leader with the Force as his ally - imagine it. Why give in to the Order when you could use your powers to unite the galaxy - to bring order and balance to the way of things?" "Perhaps you are right. I do not feel I was made to live a Jedi's life of confinement." agrees Anakin... "You know, Anakin...that Obi-Wan Kenobi has simply been holding you back?" "He trained me?" "As a regular Jedi Knight - as he was trained. You, Anakin, are the most powerful Jedi ever to be born. You require special training. Obi-Wan has seen the power in you, and he has tried to suppress it behind Jedi robes and ethics. Not that he is a paragon of virtue himself..." "What? Obi-Wan is one of the most noble men I know!" "Yes...he does hide his incompetence well, doesn't he?" "How dare you!" "How dare I? Was I the one that stood idly by as a Sith slaughtered my Master of thirteen years? He could have used his lightsaber on the laser-wall emitters, you know. Qui-Gon did not have to die. Obi-Wan was incompetent. And then...there is your mother. He let her die, Anakin. He let her die and then stood there as her murderer escaped. Yes...I've heard the tale, I've seen the holovid, but I find it difficult to believe that a duststorm could stop one of the most respected Jedi Knights." "If...if it weren't for him you would not have found Concord Dawn!" "In point of fact, Anakin - it was I who was there first...biding my time. Obi-Wan only served to humiliate the Jedi - who are now split wide open in argument. Face it, Anakin...your mentor is incompetent - and his mistakes have had drastic effects on your life." Anakin is getting pissed off - we see him trying to fight the anger. "Feed your hate, Anakin. Remember Concord Dawn, remember how you destroyed the Sith! Give in to your hate and unleash your emotions!" "If Obi-Wan is as you say..." "Then you must join me, young Skywalker - together we could bring order to the galaxy, and end these pointless conflicts." 

Obi-Wan is training in a room against nameless saberwielders when Anakin walks in. He picks up a training saber....low power. "Mind if I...?" "Go ahead", says Obi-Wan, turning to face Anakin. "Where have you been all day?" "Thinking..." "Anakin...about the other day, I'm sorry if I came off too strong...I'm just..." "Obi-Wan, spare me. I can see through your so called nobility. I know the truth now." "What truth?" "That you let them die...Qui-Gon and my mother. You could have stopped them both, but you stood there, helpless." "Anakin...what prompted this?" "A revelation." "Palpatine." translates Obi-Wan. "Does the name matter so much? You are merely jealous because of the Jedi I have become." "Is that really what you think?" "Is there any other way?" "Anakin - whatever has happened to you, we can work it out. Something has happened to you...and we must..." "Something indeed! My mother was killed, Master Qui-Gon was killed - too many - all because I wanted to be a Jedi! And you stood by and watched as they died!" "What would you have wanted me to do, Anakin? Those laser walls on Naboo cancelled out the effect of the lightsaber...there was nothing I could have done." "You could have destroyed the emitters!" "Anakin - you knew Qui-Gon for just over a week. I knew him since I first came here. Qui-Gon was in all respects my father. If you want to know anything of grief, there it is. I have cried for his death every night afterwards. Have you?" "You could have saved him...you can feel it too." "Anakin...you must stop this behavior. You are too good a friend." "I am no friend of yours Kenobi." "Anakin...wait..." Anakin does not stop...he continues walking...Obi-Wan sits down. 

NEXT SCENE - AMIDALA/ANAKIN'S RESIDENCE 

Anakin slams his hand onto the open-door button, making Amidala jump as he comes in. She is there looking out the window...she turns around...and sees Anakin very very angry. "Anakin?" "What!?" he snaps. "What happened, what's the matter?" "Obi-Wan killed by mother, and he killed Qui-Gon." "Come on, Anakin, that doesn't even make sense. Both were killed by Sith." "But he could have prevented both?" "We all make mistakes Anakin, even you." "Would you stop defending him?" "No, Anakin...Obi-Wan is a good man, and whoever is poisoning your mind does not know him properly." Anakin turns and glares at Padme. He walks closer, staring into her eyes... "You...you love him, don't you?" "Anakin? Someone is poisoning your mind...Obi-Wan is a good friend, nothing more." "No...I can feel it...it your heart...in your feelings you are in love with him. You may not have even admitted this to yourself, but you love him." "Anakin I..." "I don't want to hear it Padme...perhaps Certara was right. After all, I was a slave." "Anakin, its not that...no, never. You've just, ever since Concord Dawn you've been growing further and further away. You are not the man I said I'd marry. I'm getting sick of it - I cannot live like this - constantly patching up your emotions. Either you forget all of this nonsense and calm down, or I will be forced to leave." "You expect me just to forgive Obi-Wan?" "If you ARE a Jedi, then yes. Everyone makes mistakes..." "Some must not be forgiven." replies Anakin as Amidala heads to him. "Perhaps I made one when I fell in love with you." she says...only to have Anakin grab her and throw her into a wall. "Out! Go find your little Obi-Wan!" 

JEDI TEMPLE... 

"Off the Council, I may be, but find things out I still do. Low in favor do the Jedi stand." "Concord Dawn was a death blow, Master Yoda." says Obi-Wan. "Split the Council we did, humiliate our own." "And Palpatine walked away with the recognition for bailing us out." "Our situation does not seem favorable, Master Yoda." "Always cyclical events are. Fall we may now, only to rise again later." "Master Yoda - could I have prevented Qui-Gon's death?" "Twelve years has it been. Why now are you curious?" "Anakin." Yoda nods, "Destroy us, the boy will, I fear. That which the prophecy does say - Balance of the Force - fulfill it he shall." "But how can he fulfill it and destroy the Jedi, Master?" "It would then provide balance - the same number allied to the Dark and Light Sides of the Force." Obi-Wan sits back... "Understand now, do you, why I saw much danger in training the boy?" There is a knock on the door. "Yes." says Obi-Wan. A Knight opens the door - "Sir, Padme is here for you." Obi-Wan turns and says to send her in. She comes in...says hi to them. Yoda leaves laughing. "You look sad...what did he do?" "He kicked me out. I tried, Obi-Wan, he wouldn't listen to me. He wouldn't hear any of it, and he kicked me out." "At least the children are safe." "Obi-Wan...he..." "He what?" "Nothing...ask me again sometime...okay?" "Sure." "Right now we need to leave. He's scaring me..." "We'll go to Alderaan - Bail Organa will let us take refuge there for awhile." suggests Obi-Wan "That sounds wonderful. When can we leave?" "Give it a few hours...to fuel the ship and pack a few things." "Thank you Obi-Wan Kenobi...you truly are a great friend." she says, hugging him again. 

We see Anakin talking to a hologram of Palpatine. "Yes, Dictator, can I help you?" "No, but perhaps I can help you." "Oh?" "I thought you would find it interesting that Obi-Wan Kenobi and a certain young Queen are about to leave the planet together." Anakin turns and swings his saber...cutting out a six foot gash in the wall. "I trust you may want to...pursue them?" Anakin agrees... 

In space, we see the shuttle that holds Obi-Wan, Amidala, and the droids. R2D2 beeps annoyingly as they leave Coruscant and enter hyperspace. Behind them we see another ship - Anakin's Corellian Freighter (once again, this is NOT the Millennium Falcon - just the same type, a YT-1300 transport) shoot off into hyperspace as well. 

In the shuttle "Once I get you to Alderaan, I must leave - I feel that I must confront Anakin - maybe with some more time I can get him to look at things objectively aga...." "I've already tried that, Obi-Wan. I tried, and he will not hear us. But if you feel that you must give it another chance..." "I'm sorry, but I do not feel that I can give up on him yet...I must try to save him. Whoever is corrupting him, Anakin must not be allowed to become an enemy." "An enemy?" "The Chosen One - the prophecy about the Balance of the Force - Yoda believes it means the extermination of the Jedi - so that there are an equal number of Sith as there are Jedi. Anakin...may be that Chosen One." All of the sudden the ship lurches out of hyperspace. "What the?" says Obi-Wan as a ship streaks by, raking across the hull with blaster fire. "That's Anakin's ship." notes Padme with a tinge of fear in her voice. "We can't take this - we're going to have to land..." "No! We're doomed!" cries 3P0 from the back. Obi-Wan brings the ship in and manages to land it softly on a rocky surface. Black smoke is pouring out of the starboard engine. He lands and gets out, telling Padme to stay in the shuttle. The planet is sickening - rocky and desolate - they have landed on the rim of a volcano. Over the edge is about a hundred-foot drop into magma. He is looking over as the lights from the freighter become visible. Anakin brings the ship down, kicking the smoke around. Anakin's ramp lowers, and he steps out wearing black Jedi robes. "Bring back my wife." says Anakin coldly. "She asked to be taken from you - you threw her out." "Not to be with you I didn't." he says, the wind swirling menacingly. Thunder begins to strike on the young planet. "Anakin...please...as a friend I am beg...." "You are no friend, Kenobi." "I am begging you - listen for a moment. Put down your anger and listen." Anakin glares at Obi-Wan. "Speak, then." He does not move. "Anakin, I did everything I could to save Qui-Gon, and your mother. I did all I could. I do not know what has caused this change in you Anakin - but can you not feel that you are falling to the Dark Side? You are being consumed by your anger - you must accept it if you are to save yourself and your loved ones." "All of my loved ones have died because I wanted to become a Jedi." "Anakin - if you give yourself to the Dark Side many more will die." "Why should I trust you? The Jedi have ruined my life. Even now the Sith predicted it - that Padme would break her vow and leave my side." "Do you blame her Anakin? Do you blame her for leaving - the way you treat her, yourself, your life. Its like you have a vendetta. I was hoping that hunting down the Mandalore would cure you of that, but it only made it worse. As though...killing them off didn't alleviate the pain...it only encouraged it to grow. You were so caught up in your anger that you missed your wife falling out of love with you." "I want her back." "I don't want you back, Anakin." she says, out now on the ramp of the shuttle. "You are not the man I married." "Padme, stay in the shuttle" commands Obi-Wan. "Go on, tell him Padme!" goads Anakin. "Anakin..." she responds... Obi-Wan is confused...looking back and forth. He just says "Padme, now!" Anakin looks back to Obi-Wan with a dark smile...his eyes glaring. "You too, huh?" he says to Obi-Wan. "What?" "You've fallen for her." "Never." "At least be a man and admit it." "Anakin..." "DO IT!" "Anakin, calm down! Please calm down...I don't want you to fall down the Dark Side..." "I'd rather join the Dark Side than sit by and watch those I love the most get brutally slaughtered." "I don't want to have to destroy you." "Destroy the Chosen One?" "Anakin...please." "For my mother and for Qui-Gon I will kill you, Obi-Wan." Anakin's saber comes out and ignites. "I will not fight you, Anakin." says Obi-Wan. "Then die." Anakin swings at Obi-Wan, who ignites his lightsaber just in time - and blocks the shot. The battle keeps going on - with Padme watching from some rocks...the lightsabers cut into the ground...Obi-Wan is weaker in the Force but he is patient...and he is not afraid of Anakin. There are times when he will best Anakin, but will shut off his lightsaber. Anakin gets even more enraged by this. As they fight it begins to rain...the lightsabers sizzle the rain as the lighting lights up the scene. As they are fighting, Obi-Wan and Anakin are standing on a ledge...it gives way...crumbling. Obi-Wan turns and leaps, grabbing an edge and flipping up as it crumbles away. Below him...Anakin is grappling onto a handhold...and that is it. "Master...master save me." he pleads. "Master!" Obi-Wan looks down at him...picks up his lightsaber and hooks it onto his own belt - safety on. He then leans over the edge and grabs Anakin's hand. "Anakin...come on...grab my hand." Anakin is slipping...he is cursing...and he slips. As he falls he tells Obi-Wan it's the third time. Then he hits rock and lava. Obi-Wan sinks to the ground, sobbing. Padme runs up as well...tears running down her face. "Hey...hey...we both loved him...but he was not what he once was." "As he pleaded to me to help him...he was the Anakin I knew...and I dropped him." Obi-Wan looks up at the rain. "I dropped him." "You did all you could." "Did I?" "Hey...come on...don't be this hard on yourself." Padme hugs Obi-Wan and leans her chin on his shoulder. "He let his anger take over. As Yoda said...perhaps it was simply his destiny. But we can't hang around here all day." "You would leave your husband." "The way I see it, my husband died up on that rooftop when he cut down Darth Certara." "And yet you married him." "Of course - everyone - including you I might add, thought his mood would blow over...that it was merely some sort of aftereffect from his killing of the Sith. But then it never left...it only grew and intensified. Anakin was never the same...I wanted him desperately to be...but not even I could get close to him." "He was...a great warrior...and a good friend." Padme helps Obi-Wan up. "Come on...sitting here won't help you. Let's get to Alderaan..." "But his body..." "And how are we supposed to get it? Come on..." They climb into Anakin's YT-1300 and take off for Alderaan. As they leave...we see a Lambda-class shuttle fly in and hover over the lava...it retrieves a battered Anakin out of the lava. 

PART III 

NEXT SCENE - ALDERAAN 

The YT-1300 blows out of hyperspace and streaks toward the lush planet of Alderaan. Obi-Wan, looking old beyond his years, is at the controls, and he takes the ship down onto a very nice landing pad. Padme puts a hand on his shoulder and moves towards the exit. 

Obi-Wan sits in the cockpit for a few minutes - looking up... "Master Qui-Gon...I have failed - Anakin....and you. I am sorry." He gets out, without any energy, and moves down the gangplank. As he comes down, 3P0 observes "my, General Kenobi sure seems troubled, I wonder what it could be?" They are met at the ship by Bail Organa and one of his aides - no honor guard or anything, keeping it more on the DL. "Welcome to Alderaan, friends..." he says with a hint of "what the hell just happened" in his voice. Obi-Wan uses the Force to bolster himself and shakes Organa's hand. "Bail, Queen Amidala is pregnant...and she will need somewhere to stay. Somewhere...where she won't be noticed." Organa looks at Obi-Wan, understanding at once that they are Anakin's children. "I see...and Anakin?" Padme and Obi-Wan look at each other. "We tried to turn him back...but he wouldn't listen...and he died." "What a shame," says Organa, "he had so much potential." "Well, Senator, I must thank you for taking Amidala in, but I must depart." "What for?" asks Organa. "I must go to Coruscant...I will need to face the Council and explain myself." "You mean you don't know?" "Know what?" Organa looks at the two of them...who are both staring at him waiting for the news. "Palpatine has dissolved the Jedi Order." Obi-Wan turns pale, "What?" "Actually it was Tarkin...and a Senate majority..." "And Tarkin is Palpatine's animal." says Padme. "Why?" asks Obi-Wan "The Jedi are over a millennium old - their edge has been dulled by time. Windu's screw up at Concord Dawn was no small part of it." "That and the deposition of Yoda from the Council..." agrees Kenobi. "What are the Jedi to do?" "Nobody really cares. For now they are just all sort of residing in the Temple. The Councilors have scattered...nobody really knows where." "This is unbelievable!" "Tarkin claimed that the Jedi were an elitist club...that anybody could join with the Republic's Navy...it was sickening." "And now Palpatine controls the Senate and the military. Without the Jedi in the way, he'll be unstoppable." "So either way, General, it looks as though you are welcome to stay with us as well." 

We see life proceeding calmly on Alderaan...Padme after about six more months gives birth to the twins, Luke and Leia. During the birth scene, Obi-Wan is holding her hand...she is looking into his eyes, getting strength from him. 

We see a quick cut of a nastied up Anakin...as he awakens...there is darkness...and a voice over him...Palpatine's. 

"Where am I?" "You are safe, now." "I died." "Not quite. We managed to save you." "Why?" "Because your help is needed. The Jedi must be destroyed." More conversation goes on, Anakin gives into his hatred of the Jedi, and Palpatine tells him to rest...he will be better soon. We then see a side view of the black mask lowering. The voice raises its head - in a hood...and he pulls the hood back to reveal...Palpatine (i.e. Sidious and Palps are the same) 

Obi-Wan is sleeping - he walks through a door and a red lightsaber cuts down at him...he looks up and sees...Anakin. He wakes up with a start...looks over and sees Padme sleeping next to him...and then wakes up again...alone in bed. 

A blue lightsaber rakes out of the dark and kills someone in a room. We hear voices..."Senator!" 

Next we hear Palpatine's voice - "Members of the Senate - last night one of our beloved Senators was struck down in cold blood by a lightsaber. Only Jedi use this weapon, and only Jedi can be held responsible. With this murder, the now represent a grave threat to the lives of everybody in this chamber! We will rid ourselves of the Jedi...we will rule ourselves! 

We see a scene with Ki-Adi-Mundi eating at home with his family - when the door breaks in and blaster fire rakes his wives. A figure comes in with a cape and we next see Ki-Adi-Mundi being dragged out by stormtroopers. 

A Star Destroyer passes high over Coruscant and launches a few turbolasers and proton torpedoes, enough to destoy the Jedi Temple. People begin to flood out, being shot down by stormtroopers or rioters as they do. 

We see Mace Windu give a package to someone...then wander off...in a dark alley we see a red lightsaber ignite...Mace turns and blocks, but he is shot in the back by a blaster...Boba Fett steps out of the shadows. 

The next scene is Obi-Wan on Alderaan...he is talking to Padme, and you can see that they have grown much closer over the months there...he is holding little Luke on his lap. All of the sudden R2 strolls up...with a message. Obi-Wan tells him to play it, and it is from Mace Windu - the Jedi are under attack by a new Sith, and are being killed one by one. He tells Obi-Wan to watch himself - and he tells him that if he needs help, to go to the worst place imaginable...a friend will be there. 

"I must go to Dagobah." says Obi-Wan. "Dago-what?" "Dagobah. I'm a danger here." "No...no you're not." "Padme...there is a new Sith hunting down the Jedi - he will come here - and if he finds me here, he will find you and the children. I must go." Padme is sad, but still reasonable. "Obi-Wan...take Luke with you." "No...I can't." "Please - if they are split apart they stand a better chance of growing up and training to be Jedi. Besides - you are more of a father to these children then Anakin...I trust you with Luke. Train him, Obi-Wan. "I will...you have my word." 

Obi-Wan leaves...goes to Dagobah with Yoda... 

The royal palace on Alderaan comes under attack from AT-AT Walkers and stormtroopers as Palpatine and the new Darth Vader search for Obi-Wan Kenobi. Entering the palace, they are met by a stiff resistance from the remaining soldiers in the palace...Amidala is taken...brought before Palpatine and Vader. 

"Queen Amidala - you are harboring the fugitive Jedi Obi-Wan Kenobi. Either surrender him, or be destroyed." orders Palpatine. "I will not." Vader walks up to her...and probes her mind. "So...you are still in love with him then." comes the James Earl Jones Voice. Amidala goes white. "Anakin?" "That name has no meaning to me." "Lord Vader...enough!" "Kenobi will suffer enough knowing that he was not here to protect our little angel." says Palpatine. "Yes, my master." Vader stands at his side. "I am giving you one last chance...Queen Amidala..." "I would rather die." "So be it..." says Palpatine, and he does his Force-lightning. Amidala writhes on the floor in pain as Vader watches...she calls out to Anakin...he does not respond. 

Back on Dagobah, Obi-Wan is meditating...and he feels something. "Padme!" he cries out. "In danger she is." "They are going to kill her." "No stopping that can there be..." agrees Yoda. Still, Obi-Wan is leaving. "Why go you if die anyway she will?" "Because love transcends life." 

Amidala is left on the floor...dying...as Palpatine and Vader leave. We hear them leave...and Amidala trying to crawl to a comm station. She is crying. 

Just as the VSD takes off into space, Obi-Wan's ex-Anakin ship arrives back to Alderaan. He runs into the palace...Bail Organa grabs his arm. "Obi-Wan!" "Padme, where is she?" "Its not good...her heart couldn't handle whatever they did to her...she's dying." "Where is she?" "Come on..." "Who were they?" "Palpatine and a man in a mask...all black. His name was Vader." The round the corner into the hospital room - Amidala is lying there...Leia in her arms. She smiles weakly as Obi-Wan runs in. "No...they didn't." "Obi-Wan...listen...to...me...man in black...Vader...is...is...Anakin." There is cool revelation music as they show Obi-Wan's horror and Amidala's confirming nod. "Padme...do not worry about that...not now...first we must heal you." "They can't. I'm too far gone. Where is Luke." "He's with Yoda...he's safe." "Good. Keep him that way - watch out for him...so that when he is old enough he may be trained as a Jedi like his father." "I swear to you..." "Obi-Wan...listen...since Concord Dawn...I've always been afraid...but now I suppose that there is no point - I have fallen in love with you, Obi-Wan Kenobi. You are decent, noble, and cunning. I could not imagine a better Jedi Knight to watch over my son." "You...love me?" "Yes... I do." "Every day since you first came to me for advice...there's been something about you...something that, in this past year...I've fallen for..." He leans over and kisses her - a very romantic "the girls pull out their kleenex" kind of kiss. We see a tear run down Amidala's cheek. "Obi-Wan...I love you...watch over Luke...he must...become...a....Jedi...." and she passes away. Leia, on her arm, begins to cry...Obi-Wan picks her up and Bail Organa is there. "Don't worry, we'll take in little Leia here. We'll see that she grows up right - like her mother would have raised her." 

That night there is a funeral for Padme...Obi-Wan watching silently. 

We see him fly back to Dagobah...along with a cutscene to the Senate... 

"And in order to provide that stability and order, a new governmental office must be forged, a new power structure must be introduced. There must be...an Emperor!" says Palpatine...slamming his fist on the podium as we cut back to Obi-Wan landing on Dagobah...he and Yoda speak very little - he takes Luke and heads to Tatooine. 

On Coruscant, the Emperor is being coronated...on either side of him are Tarkin and Vader...with AT-ST walkers around him...flanked by larger AT-AT walkers - stormtroopers and officers in the crowd....as it zooms out, they begin chanting "Hail the Emperor" 

Then...dead silence...replaced by wind. Obi-Wan Kenobi walking through the desert...with Luke...we see him give Luke to Owen and Beru Lars. Beru is one of Padme's handmaidens that moved out to Tatooine...they take in Luke while Obi-Wan walks away, out into the wastelands, to live out his exile. As he does, we hear a monologue: 

Bail Organa - Leia must not open this letter until she is twenty years old. Your friend Always, Obi-Wan Kenobi. 

Dear Leia, What to say to someone who is now but an infant. Your life has been hidden from you, little one. Bail Organa is not your true father...but Anakin Skywalker is. Anakin was a Jedi Knight and a close friend before the dark times came. The evil Darth Lord betrayed and murdered your father - and then your mother, Padme. The last time I saw you was at her funeral - you must have been only a few months old. Your mother gave birth to two children, Leia, you and your twin brother, Luke. In my last vow to her, I swore that I would watch over Luke and train him in the ways of the Jedi. The two of you are very strong in the Force - and are our last hope. The Emperor must be destroyed. Vader must be destroyed. 

Signed, Obi-Wan Kenobi 

The End.... 


End file.
